Axway, a global software company, announced today that it has entered into exclusive discussions to acquire most of the activities of Sopra Banking Software (SBS), a subsidiary of Sopra Steria Group and a provider of banking and financial software.

The deal, valued at €330m, would create a new enterprise software house with critical scale, able to offer a wide range of banking application and integration solutions. The combined entity would have revenue of around €650m, more than doubling Axway’s current revenue.

Axway said the acquisition would fit perfectly its medium-term strategic roadmap, as it would expand its product portfolio and capitalize on its recent performance. Axway and SBS share a common history and values, as both companies were born within Sopra Steria Group and have many mutual customers.

Axway intends to finance the transaction through a combination of a €130m capital increase with preferential subscription rights and new debt facilities. Sopra GMT, the controlling shareholder of Axway, has expressed its support for the deal and its intention to acquire a block of Axway shares and subscribe to the capital increase.

The transaction is subject to confirmatory due diligence, the review of an independent expert, and the approval of the relevant authorities and shareholders.
Pierre Pasquier, Chairman of Axway, Sopra Steria and Sopra GMT, declared:

“Axway’s proposed acquisition of most of SBS’s activities represents an undeniable strategic opportunity for both companies. Together, they would consolidate values, expertise and organizations that already have a lot in common, and would mutually benefit from each other. The creation of this strong critically-sized enterprise software house would support an independent and successful entrepreneurial project over the long term. Furthermore, by welcoming One Equity Partners to Sopra GMT’s capital, we will be in a better position, through our role as reference shareholder, to support the combined entity in its future external growth objectives. In addition to the fact that Sopra Steria would retain a significant stake in Axway’s capital, all the operations envisaged would significantly strengthen the strategic partnership between the two Groups, particularly in financial services, and more generally in Europe, where they share a large portfolio of customers.”